HomeMy WebLinkAbout1979-04-05 - Resolution No. 79-12~ , 'I.. 't'" , 0 6
YORBA LINDA COUNTY WATER DISTRICT
RESOLUTION NO. 79-12
SECOND SUPPLEMENTAL RESOLUTION AUTHORIZING
THE ISSUANCE OF $6,615,000 PRINCIPAL
AMOUNT OF YORBA LINDA COUNTY WATER DIS-
TRICT IMPROVEMENT DISTRICT NO. 1 1978
WATER BONDS, SERIES B; AND AUTHORIZING AND
DIRECTING THE SALE OF SAID BONDS AND
APPROVING FORM OF OFFICIAL STATEMENT
WHEREAS, the Board of Directors (the "Board") of
Yorba Linda County Water District (the "District") on Auqust
3, 1978, duly adopted its Resolution No. 78-47, (which, to-
gether with any resolutions supplemental thereto or amend-
atory thereof, is herein called the "Master Resolution"),
authorizing the issuance of Yorba Linda County Water
District Improvement District No. 1 1978 Water Bonds (the
"Bonds") of the District, for the benefit of Improvement
District No. 1 (the "Improvement District") of the District,
in the maximum principal amount of $27,320,000; and
WHEREAS, the Master Resolution provides that
the Board may by supplemental resolution establish one or
more series of Bonds in such principal amount as the Board
shall determine, and the District has heretofore issued
$2,345,000 principal amount of Series A Bonds; and
•
•
WHEREAS, the Board has determined that Series B
Bonds in the principal amount of $6,615,000 should be issued
pursuant to the Master Resolution for the purposes set forth
therein; and
WHEREAS, the Board is duly authorized under all
applicable provisions of law to adopt this resolution and
issue its Series B Bonds and such Bonds, upon the issuance
thereof, will be valid and legally binding general obliga-
tions of the Improvement District in accordance with their
terms;
NOW, THEREFORE, BE IT RESOLVED by the Board of
Directors of Yorba Linda County Water District as follows:
Section 21.* A second series of Bonds is hereby
created and such Bonds are designated "Yorba Linda County
Water District Improvement District No. 1 1978 Water Bonds,
Series B" (the "Series B Bonds"). The aggregate amount of
Series B Bonds which may be issued and outstanding under the
Master Resolution and this resolution shall not exceed Six
Million Six Hundred Fifteen Thousand Dollars ($6,615,000).
The Series B Bonds shall be issued as coupon Bonds or as
fully registered Bonds without coupons. The Series B Bonds
issued in coupon form shall be 1323 in number, of the
denomination of $5,000 each, numbered B1 to B1323, both
inclusive. The Series B Bonds in fully registered form may
* Sections 1 to 20, inclusive, are contained in the
Master Resolution and incorporated herein by reference.
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be issued in denominations of $5,000 or any multiple thereof,
and shall be numbered in consecutive numerical order from
BR1 up. All of the Series B coupon Bonds shall be dated
May 1, 1979, which is hereby fixed and determined to
be the date of the issuance of the Series B Bonds.
The Series B Bonds shall bear interest at such
rate or rates, not exceeding eight percent (8%) per annum,
as may be fixed by the Board at the sale thereof. Such
interest shall be payable semiannually on November 1 and May
1 in each year, but interest on the coupon Series B Bonds
shall be payable only upon presentation and surrender
of the coupons representing such interest.
The Series B Bonds shall mature on May 1 in
each year and become payable in consecutive numerical order
from lower to higher, as set forth in the following sched-
ule:
Maturity Date
(May 1)
Principal Amount
1982
$120,000
1983
125,000
1984
135,000
1985
145,000
1986
160,000
1987
170,000
1988
185,000
1989
200,000
1990
215,000
1991
230,000
1992
245,000
1993
260,000
1994
280,000
1995
300,000
1996
320,000
1997
340,000
1998
365,000
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Maturity Date
(May 1)
Principal Amount
1999
$390,000
2000
420,000
2001
450,000
2002
485,000
2003
515,000
2004
560,000
Both the principal of and interest on the Series B
Bonds shall be payable in lawful money of the United States
of America at the principal office of Bank of America
National Trust and Savings Association in Los Angeles,
California, or, in the case of coupon Series B Bonds, at the
option of the holder at the principal office of Bank of
America National Trust and Savings Association in San
Francisco, California, or the office of The Chase Manhattan
Bank, National Association, in New York, New York, or the
office of Continental Illinois National Bank and Trust
Company in Chicago, Illinois.
Section 22. Series B Bonds maturing by their
terms on or before May 1, 1991, shall not be subject to
redemption before their respective stated maturities.
n<:L1t.J L n rL,V.1U ndz; L. i.U11 1l. t1..1L L LCLlIIJ V11 VL after L~ ..1_
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1992, shall be subject to redemption prior to their respec-
tive stated maturities, at the option of the District, from
any source of available funds, in whole, or in part in
inverse order of maturity and by lot within a maturity, on
any interest payment date on or after May 1, 1991, at
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the principal amount thereof and accrued interest thereon to
the date fixed for redemption, plus a premium of one-quarter
of one percent (1/4 of 1%) of such principal amount for each
year and fraction of a year remaining between the date fixed
for redemption and the stated maturity of the Series B Bonds
called for redemption.
Section 23. The coupon Series B Bonds and the
interest coupons to be attached thereto, and the fully
registered Series B Bonds and the certificate of authentica-
tion, corresponding coupon bond endorsement and form of
assignment to appear thereon, shall be in substantially the
forms set forth in Section 4 of the Master Resolution. The
Series B Bond numbers, series designation, interest rate or
rates, interest payment and bond payment dates and places,
denominations, maturity dates and redemption provisions
shall be inserted therein in conformity with this resolu-
tion.
Section 24. At any time after the adoption of
this resolution, the District may execute and deliver all or
any part of the $6,615,000 aggregate principal amount of the
Series B Bonds authorized hereunder.
The President of the Board is hereby authorized
and directed to sign by printed, lithographed or engraved
facsimile signature each of the Series B Bonds on behalf of
the District, the Auditor of the District is hereby author-
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ized and directed to sign each of the interest coupons by
printed, lithographed or engraved facsimile signature, and
the Secretary or the Assistant Secretary is hereby author-
ized and directed to countersign each of the Series B Bonds
by manual signature and to impress or imprint by facsimile
the official seal of the District on each of the Series B
Bonds.
Section 25. The proceeds received by the District
from the sale of the Series B Bonds shall be paid to the
Auditor of the District and shall be set aside as follows:
(a) The Auditor of the District shall deposit in
the Interest and Sinking Fund established pursuant to
Section 8 of the Master Resolution an amount, including any
accrued interest and premium received on the sale of the
Series B Bond, sufficient to pay the interest becoming due
and payable and accruing on the Series B Bonds on and
before May 1, 1981.
(b) The Auditor of the District shall deposit the
remainder of such proceeds in the Improvement Fund estab-
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Section 26. Fxcept as in this resolution herein-
above expressly provided, every term and condition contained
in the Master Resolution shall apply to this resolution and
the Series B Bonds with the same force and effect as if the
same were herein set forth at length, with such omissions,
variations and modifications thereof as may be appropriate
to make the same conform to this resolution. This resolu-
tion and all the terms and provisions herein contained shall
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form part of the Paster Resolution as fully and with the
same effect as if all such terms and provisions had been set
forth in the Master Resolution.
Section 27. Thursday, April 26, 1979, at the
hour of 10:00 A.M. is hereby fixed as the time, and the
office of the District is hereby fixed as the place, at
which bids will be received for the purchase of the Series B
Bonds, as described in, and subject to the terms and condi-
tions of, the official notice of sale. Said official notice
of sale is hereby approved and adopted as the official
notice of sale of the Series B Bonds and shall be substan-
tially in the following form:
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JOB NO.? 9303413002 ST: S33.13S JEFFRIES BANKNOTE CO. 12131 742-8800 02-Apr-79 :1:35 SFQ NO: 1
OFFICIAL NOTICE OF SALE
$6,615,000
YORBA LINDA COUNTY WATER DISTRICT
IMPROVEMENT DISTRICT NO. 1
1978 WATER BONDS
SERIES B
NOTICE IS HEREBY GIVEN that sealed proposals will be received and opened by a representative of the Board of Directors (the "Board") of
Yorba Linda County Water District (the "District"), Orange County, California, at the office of the District, 4622 Plumosa Drive, Yorba Linda,
California 92686, on
THURSDAY, APRIL 26, 1979
at the hour of 10:00 A.M. for the purchase of $6,615,000 principal amount of bonds designated "Yorba Linda County Water District Improvement
District No. 1 1978 Water Bonds, Series B" (the "bonds") more particularly described below. The bonds constitute the second series of an issue of
$27,320,000 principal amount authorized at an election in Improvement District No. 1 (the "Improvement District") of the District, and issued under
the provisions of a Master Resolution, adopted August 3, 1978, and a Second Supplemental Resolution of the Board, adopted April 5, 1979,
(collectively, the "Resolution") and pursuant to the County Water District Law of California (constituting Division 12 of the Water Code of
California). The District has heretofore issued $2,345,000 principal amount of Series A bonds pursuant to the Master Resolution, a First
Supplemental Resolution, adopted August 3, 1978, and said law. The bonds are more particularly described in the Resolution (which is incorporated
herein by reference) and copies thereof wilt be furnished to any interested bidder on request. The bonds are described as follows:
ISSUE AND DENOMINATION: 56,615,000, consisting of 1323 cou-
pon bonds of the denomination of $5,000 each (or fully registered
bonds in the denominations of $5,000 or multiples thereof), all dated
May 1, 1979. One or more additional series of bonds of the District on
u parity with the bonds may be issued, but only subject to the limita-
tions and conditions set forth in the Resolution.
INTEREST RATE: The maximum rate bid may not exceed eight
percent (8%) per annum. Interest is payable semiannually on
November I and May 1 in each year. Bidders must specify the rate or
rates of interest which the bonds hereby offered for sale shall bear.
Bidders will be permitted to bid different rates of interest; but (i) the
difference between the highest and lowest coupon rates specified in any
bid shall not exceed 2% per annum; (ii) each interest rate specified in
any bid must be in a multiple of one-twentieth of one percent per
annum and a zero rate of interest cannot be specified; (iii) no bond
shall bear more than one rate of interest, no interest payment shall be
evidenced by more than one coupon and supplemental coupons will not
be permitted; (iv) each bond shall bear interest from its date to its
stated maturity date at the interest rate specified in the bid; (v) all
bonds maturing at any one time shall bear the same rate of interest;
(vi) any premium must be paid as part of the purchase price, and no
bid will be accepted which contemplates the cancellation of any inter-
est coupons, or the waiver of any interest or other concession by the
bidder as a substitute for payment in full of the purchase price; and (viii
the interest rate on bonds maturing in each year on or after May 1,
1993, must be equal to or greater than the interest rate on the bonds
maturing in the immediately preceding year.
MATURITIES: The bonds will mature on May I in each of the years,
and in the amounts, as follows:
Maturity
Maturity
Date
Principal
Date
Principal
(May 1)
Amount
(May 1)
Amount
1982
$ 120,000
1994
$ 280,000
t983
125,000
1995
300,000
1984
135,000
1996
3'_0.000
1985
145,000
1997
340,000
1986
160,000
1998
365,000
1987
170,000
1999
390.000
1988
185,000
2000
420,000
1989
200,000
2001
450,000
1990
1_15,000
2002
485,000
1991
230,000
2003
515,000
1992
245,000
2004
560,000
1993
260,000
REDEMPTION: Bonds maturing on or before May 1, 1991, are not
subject to redemption before their respective stated maturities. Bonds
maturing on or after May 1, 1992, are subject to redemption prior to
their stated maturities, at the option of the District, from any source of
available funds, as a whole, or in part in inverse order of maturity and
by lot within a maturity, on any interest payment date on or after May
1, 1991, at the principal amount thereof and accrued interest thereon
to the date fixed for redemption, plus a premium of one-quarter of one
percent (t/4 of 1%) of such principal amount for each year and fraction
of a year remaining between the date fixed for redemption and the
stated maturity of the bonds called for redemption.
PAYMENT: Both principal and interest are payable in lawful money
of the United States of America at the principal office of Bank of
America National Trust and Savings Association in Los .Angeles,
California, or, in the case of coupon bonds, at the option of the holder
also at the principal office of said bank in San Francisco, California. or
at the office of The Chase Manhattan Bank in New York, New York,
or at the office of Continental Illinois National Bank and Trust Com-
pany in Chicago, Illinois.
REGISTRATION: Coupon bonds may be exchanged for fully regis-
tered bonds, and vice versa, in each case for the same aggregate
principal amount and of the same maturity. There will be no charge for
the first exchange of any bond in the form in which it is originally
issued.
PURPOSE OF ISSUE: The bonds were authorized by vote of more
than two-thirds of the qualified voters voting at a special bond election
for the purpose of authorizing bonds for acquisition, construction and
improvement of a water system for the Improvement District.
SECURITY: The bonds are general obligations of the Improvement
District and (unless otherwise provided from revenues) the Board has
power and is obligated to cause the County of Orange to levy ad
valorem taxes for the payment of the bonds and the interest thereon
upon all property within the Improvement District subject to taxation
by the District, without limitation of rate or amount, except for certain
personal property taxable at limited rates.
TAY EXEMPT STATUS: In the event that prior to the delivery of the
bonds (a) the income received by private holders from bonds of the
same type and character shall be declared to be taxable (either at the
time of such declaration or at any future date) under any federal
income tax laws, either by the terms of such laws or by ruling of a
federal income tax authority or official which is followed by the
Internal Revenue Service, or by decision of any federal court, or (b)
any federal income tax law is adopted which will have a substitute
adverse tax effect upon holders of the bonds as such, the successful
bidder mav, at his option, prior to the tender of said bonds by the
District, be relieved of his obligation under the contract to purchase the
bonds, and in such case the deposit accompanying his bid will be
returned.
LEGAL OPINION: The legal opinion of Rutan 8t Tucker, of Santa
Ana, San Francisco and Newport Beach, California, Bond Counsel,
approving the validity of the bonds, will be furnished to the successful
bidder without charge. A copy of the legal opinion, certified by the
official in whose office the original is filed, will be printed on each bond
without charge to the purchaser.
JOB NO; 930348002 ST: S33.BS JEFFRIES BANKNOTE CO. (213) 742-8800 02-.Apr-79 11:35
TERMS OF SALE
Highest Bid: The bonds will be awarded to the highest bidder consider-
ing the interest rate or rates specified and the premium offered, if any.
The highest bid will be determined by deducting the amount of the
premium bid (if any) from the total amount of interest which the
District would be required to pay from the date of the bonds to their
respective maturity dates at the coupon rate or rates specified in the
bid, and the award will be made on the basis of the lowest net interest
cost to the District. The purchaser must pay accrued interest from the
date of bonds to the date of delivery. All interest will be computed on a
360-day year basis. The cost of printing the bonds will be borne by the
District.
Right of Rejection: The District reserves the right, in its discretion, to
reject any and all bids and to waive any irregularity or informality in
any bid.
Prompt Award: Subject to the above conditions of sale, the District will
take action awarding the bonds or rejecting all bids not later than 26
hours after the expiration of the time herein prescribed for the receipt
of proposals, unless such time of award is waived by the successful
bidder.
Delivery and Payment: Delivery of the bonds will be made to the
successful bidder at Jeffries Banknote Company, 1330 West Pico
Blvd., Los Angeles, California 90015, as soon as the bonds can be
prepared, which the District estimates will be within 30 days from the
date of sale. Payment for the bonds must be made in funds immediate-
ly available to the District in Los Angeles, California.
Right of Cancellation: The successful bidder shall have the right, at his
option, to cancel the contract of purchase if the District shall fail to
execute the bonds and tender the same for delivery within 60 days from
the date of sale thereof, and in such event the successful bidder shall be
entitled to the return of the deposit accompanying his bid.
Form of Bid: All bids must be for not less than all of the bonds herebv
offered for sale and for not less than the par value thereof and accrued
interest to date of delivery, plus such premium as is specified in the bid.
Each bid, together with bidder's check, must be enclosed in a sealed
envelope addressed to Yorba Linda County Water District at the
address mentioned above, with the envelope and bid clearly marked
"Proposal for Purchase of Yorba Linda Countv Water District Im-
provement District No. 1 1978 Water Bonds, Series B." Each bid must
be in accordance with the terms and conditions set forth in this notice.
Bid Check: A certified or cashier's check drawn on a responsible bank
or trust company having an office in Los Angeles, California, in the
amount of $100,000, payable to the order of the District, must accom-
pany each proposal as a guaranty that the bidder, if successful, will
accept and pay for the bonds in accordance with the terms of his bid.
The check accompanying any accepted proposal shall be applied on the
purchase price. The check shall be cashed and the amount thereof
SEQ NO: 2
do
retained by the District if after the award of the bonds the successful
bidder fails to complete his purchase on the terms stated in his pro-
posal. The check accompanying each unaccepted proposal will be
returned promptly. No interest will be paid upon the deposit made by
any bidder.
Statement of Net Interest Cost: Each bidder is requested, but not
required, to state in his bid the total net interest cost in dollars to the
District, and the percentage net interest cost determined thereby,
which shall be considered as informative only and not binding on either
the bidder or the District.
Litigation: There is no litigation pending concerning the validity of the
bonds, the existence of the District or the Improvement District or the
title of the officers thereof to their respective offices, and the Dist; ict
will furnish to the successful bidder a no-litigation certificate certifying
to the foregoing as of and at the time of the delivery of the bonds.
Bidders are referred to the Official Statement for further details.
CUSIP Numbers: It is anticipated that CUSIP identification numbers
will be printed on said bonds but neither the failure to print such
number on any bond nor any error with respect thereto shall constitute
cause for failure or refusal by the purchaser thereof to accept delivery
of and pay for said bonds in accordance with the terms of the purchase
contract. All expenses in relation to the printing of CUSIP numbers on
said bonds shall be paid for by the District: provided, however, that the
CUSIP Service Bureau charge for the assignment of said numbers
shall be the responsibility of and shall be paid for by the purchaser.
Official Statement: The District has adopted an Official Statement
relating to the bonds, a copy of which will be furnished upon request to
Stone & Youngberg Municipal Financing Consultants, Inc., 1541
Wilshire Blvd., Los Angeles, California 90017, Tel. (213) 483-1643.
The District at its expense will provide 200 copies of the official
statement to the successful bidder.
Certificate: The District will provide to the purchaser of the bonds a
certificate, signed by an official of the District, confirming to the
purchaser that, at the time of the acceptance of the bid for the bonds
and at the time of delivery thereof, to the best of the knowledge of said
official, the Official Statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary in order to
make the statement made therein, in the light of the circumstances
under which they were made, not misleading, and that there has been
no material adverse change in the financial condition or affairs of the
District between the date of sale and the date of delivery of the bonds.
Dated: April 5, 1979.
JEAN E. MATHEWS
Secretary of Yorba Linda County Water District
•
Section 28. The official statement describing
the Series B Bonds in substantially the form heretofore
submitted to the Board, subject to whatever additions and
corrections may be deemed advisable by the District's
financing consultants, is hereby adopted as the official
statement describing the Series B Bonds.
Stone & Youngberg Municipal Financing Consultants,
Inc., financing consultants to the District, are hereby
authorized and directed to cause copies of said official
statement to be printed and mailed to prospective bidders
for the Series B Bonds, together with printed copies of said
official notice of sale.
Section 29. The Board hereby determines that the
issuance of the Series B Bonds is not subject to prior
investigation, report and approval by the Districts Securi-
ties Division of the Office of the State Treasurer under the
District Securities Investigation Law of 1965 because
the amount of the Improvement District's share of the
outstanding indebtedness of the District plus the unpaid
principal amount of the Series A Bonds and plus the prin-
cipal amount of the Series B Bonds does not exceed 200
percent of the assessed value of the land and improvements
within the Improvement District as shown on the last equal-
ized assessment roll for Orange County, California.
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The Secretary of the District is hereby authorized
and directed (a) to file in accordance with said District
Securities Investigation Law of 1965 a copy of the Master
Resolution and this resolution with the Districts Securities
Officer of said Districts Securities Division, together with
a certificate or certificates of an appropriate public
official or officials, or other evidence, showing (i) the
amount of the Improvement District's share of any outstand-
ing indebtedness of the District, such share being in the
proportion that the assessed value of land and improvements
within the Improvement District bears to the assessed value
of
land and improvements
within the District,
and (ii)
the
unpaid principal amount
of the Series A Bonds,
and (iii)
the
total assessed value of
land and improvements
within the
Improvement District as shown on the last equalized assess-
ment roll of Orange County, California; and (b) to request
that in accordance with said Law written notice be given to
said Secretary that the Series B Bonds do not appear to be
subject to prior investigation, report and approval by said
Districts Securities Division.
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PASSED AND ADOPTED on April, 5, 1979, by the fol-
lowing vote:
AYES: Howard Lindow, Fred Clodt, Art Korn, Whit Cromwell & M. Roy Knauft Jr.
NOES: None
ABSTAIN: None
ABSENT: None
President U the Bo of Directors
of Yorba Linda County Water District
[SEAL]
Attest:
4~7 '*-O~~
~ecretary of Yorba Linda
County Water District
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SECRETARY'S CERTIFICATE
I, Jean F. Mathews, Secretary of Yorba Linda County
Water District, hereby certify that the foregoing is a full,
true and correct copy of a resolution duly adopted at
an adjourned regular meeting of the Board of Directors of
said District duly and regularly held at the regular meeting
place thereof on April 5, 1979, of which meeting all of the
members of said Board had due notice and at which a majority
thereof was present; and that at said meeting said resolu-
tion was adopted by the following vote:
AYES: Howard Lindow, Fred Clodt, Art Korn , Whit Cromwell &
M. Roy Knauft Jr.
NOES : None
ABSTAIN: None
ABSENT: None
I further certify that I have carefully compared the
same with the original resolution on file and of record in
my office; that the foregoing is a full, true and correct
copy of said original resolution adopted at said meeting;
and that the foregoing has not been amended, modified or
rescinded since the date of its adoption, and is now in full
force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand and af-
fixed the official seal of said District on April 5, 1979.
i
Secrary of Yorba Lin a ounty
~J
Water District
[SEAL]
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